Initial Public Offers - IPO

Initial Public Offers - IPO Consultants

INTRODUCTION:

Public Issue in relation to the Stock Market means invitation by a company to the public for subscribing the securities of the Company. The public issue may be Initial Public Offering (IPOs) or Follow on public Offer (FPOs).

Initial Public Offering (IPO)

In initial public offering (IPO), the unlisted Company makes either fresh issue of shares or offer for sale of the exiting shares. It is the first sale of shares and debentures by a company to the public and a closely held Company converted into widely held Company.

Follow on Public Offerings (FPO)

In Follow on Public Offering (FPO), an already listed Company makes offer to public to subscribe the securities of the Company either by way of fresh issue or by offer for sale.

BROAD CATEGORIES OF IPOs

REGULATORY FRAME WORK FOR IPOs

The Regulatory Framework for IPOs is broadly contained in the following Acts, Rules and regulations:

  • The Companies Act 2013
  • The Companies (Prospectus and allotment of Securities) Rules 2014
  • The Companies (Shares Capital and Debentures) Rules 2014
  • The Securities Contracts (Regulations) Act 1956
  • The Securities Contracts (regulation) Rules 1957
  • The Securities and Exchange Board of India (Issue of capital and Disclosure Requirements) Regulations 2009
  • The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015
  • The Depositories Act 1996
  • The Securities and Exchange Board of India (Depositories and Participants) Regulations 1996
  • The Foreign Exchange Management Act 2004
  • Foreign Exchange Management (Transfer or Issue of Security by a Person Resident outside India) Regulations, 2000
  • FDI policy

The above list is not exhaustive and there are some other regulations which are required to be complied with while coming out with an IPO.

ELIGIBILITY NORMS FOR SME IPOs

  • The Issuer shall have minimum post issue capital of Rs. 1 Crore.
  • The Minimum application Value is Rs. 100000/- per application.
  • The Minimum number of allottees is 50.
  • The Market Making is compulsory for a period of three years from the date of listing.

OTHER NORMS TO BE SATISFIED FOR SME IPO

S.No. ELIGBILTY NORMS
1 Promoters, promoter group or persons in control of the issuer or directors are not debarred from accessing the capital market by the SEBI or related to any other company restricted under the directions of SEBI from accessing the capital market.
2 Issuer has entered into an agreement with a depository for dematerialisation of securities proposed to be issued or already issued.
3 Firm arrangements have been made through verifiable means for 75% of the stated means of finance, except the existing internal accruals or proposed to be raised through public issue.

ELIGIBILITY NORMS FOR MAIN BOARD IPOs

For the purpose of coming out with a Main Board IPO an issuer has to satisfy the following entry norms:

  • Issuer has net tangible assets of a minimum Rs. 3 crore in each of the preceding 3 full years (of twelve months each), and not more than 50% of these tangible assets are held in monetary assets. In case more than 50 % are held in monetary assets, the issuer has made firm commitment to utilize such excess assets in its business or project. However such limit of 50% shall not apply in case offer for sale.
  • Issuer has a minimum average pre-tax operating profit of Rs. 15 Crore, ascertained on a restated and consolidated proposal, during three out of the preceding 5 years.
  • If issuer has changed its name within the last 1 year, at least 50% of the revenue has been earned from the activity indicated by the new name in the preceding 1 year.
  • The gross value of the proposed issue and all previous issues made during the financial year does not exceed five times the pre issue net worth stated in the audited balance sheet of the previous financial year.

or

In case the issue is made through book-building, the issuer undertakes to allot at least 75 % of the net offer to qualified institutional buyers and to return the full subscription money if it fails to make this allotment.

OTHER NORMS TO BE SATISFIED FOR MAIN BOARD IPO

S.No. ELIGBILTY NORM
1 Minimum post issue capital should be more than Rs. 10 Crore. In addition, the SME IPO norms are also applicable.

DIFFERENCE BETWEEN MAIN BOARD & SME IPO

S.No. MAIN BOARD IPO SME IPO
1 Post Issue Capital more than 10 Crore Post Issue capital should not exceed Rs. 25 Crore.
2 IPO Grading is mandatory NA
3 Minimum no. of allottees 500 Minimum no. of allottees 500
4 Minimum Application Value is Rs. 10000-15000 Minimum Application Value is Rs. 100000/-
5 Underwriting of issue is optional. 100% underwritten issue.
6 Offer document is filed to SEBI for Vetting. Offer document is filed to Stock Exchange for Vetting.
7 No requirement of market making. Market making is compulsory.

CCV provides full-fledged services for businesses seeking to list on stock exchange under Main Board & SME IPO. Our professional team prepares all the documents including the prospectus, files the applications, helps in acquiring investors to raise capital, and all related activities for submission of your company to the stock exchange in the shortest time. We follow a proven approach to cope with the market challenges and help companies adjust to the public infrastructure.

We work with our clients to:

  • Create a clear plan for the IPO after identifying associated challenges and risks.
  • Create an infrastructure for handling investor inquiries and relations.
  • Create an IPO roll-out plan & prepare for listing day event support.
  • Educate employees and senior management about public company practices.
  • Prepare all the documents for admission on a recognized stock exchange.
  • Prepare all the documents for sme ipo presentation.